SEC Filing | Personalis

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SEC FORM 4 SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Ninth MDV Partners, L.L.C.

(Last)

(First)

(Middle)

777 MARINERS ISLAND BOULEVARD

SUITE 550

(Street)

SAN MATEO

94404

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Personalis, Inc. [ PSNL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/24/2019

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/24/2019		C		2,288,805	A	⁽¹⁾	2,288,805	I	See Footnote⁽²⁾
Common Stock	06/24/2019		C		107,812	A	⁽¹⁾	2,396,617	I	See Footnote⁽²⁾
Common Stock	06/24/2019		C		61,592	A	⁽¹⁾	2,458,209	I	See Footnote⁽²⁾
Common Stock	06/24/2019		C		18,739	A	⁽¹⁾	18,739	I	See Footnote⁽³⁾
Common Stock	06/24/2019		C		882	A	⁽¹⁾	19,621	I	See Footnote⁽³⁾
Common Stock	06/24/2019		C		504	A	⁽¹⁾	20,125	I	See Footnote⁽³⁾
Common Stock	06/24/2019		C		127,504	A	⁽¹⁾	127,504	I	See Footnote⁽⁴⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Series A Convertible Preferred Stock	⁽¹⁾	06/24/2019		C			2,288,805	⁽¹⁾	⁽¹⁾	Common Stock	2,288,805	$0.00	0	I	See Footnote⁽²⁾
Series A Convertible Preferred Stock	⁽¹⁾	06/24/2019		C			18,739	⁽¹⁾	⁽¹⁾	Common Stock	18,739	$0.00	0	I	See Footnote⁽³⁾
Series B Convertible Preferred Stock	⁽¹⁾	06/24/2019		C			107,812	⁽¹⁾	⁽¹⁾	Common Stock	107,812	$0.00	0	I	See Footnote⁽²⁾
Series B Convertible Preferred Stock	⁽¹⁾	06/24/2019		C			882	⁽¹⁾	⁽¹⁾	Common Stock	882	$0.00	0	I	See Footnote⁽³⁾
Series C Convertible Preferred Stock	⁽¹⁾	06/24/2019		C			61,592	⁽¹⁾	⁽¹⁾	Common Stock	61,592	$0.00	0	I	See Footnote⁽²⁾
Series C Convertible Preferred Stock	⁽¹⁾	06/24/2019		C			504	⁽¹⁾	⁽¹⁾	Common Stock	504	$0.00	0	I	See Footnote⁽³⁾
Series C Convertible Preferred Stock	⁽¹⁾	06/24/2019		C			127,504	⁽¹⁾	⁽¹⁾	Common Stock	127,504	$0.00	0	I	See Footnote⁽⁴⁾

1. Name and Address of Reporting Person^*

Ninth MDV Partners, L.L.C.

(Last)

(First)

(Middle)

777 MARINERS ISLAND BOULEVARD

SUITE 550

(Street)

SAN MATEO

94404

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

MDV IX LP

(Last)

(First)

(Middle)

777 MARINERS ISLAND BOULEVARD

SUITE 550

(Street)

SAN MATEO

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

MDV ENF IX LP

(Last)

(First)

(Middle)

777 MARINERS ISLAND BOULEVARD

SUITE 550

(Street)

SAN MATEO

94404

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

FEIBER JONATHAN D

(Last)

(First)

(Middle)

777 MARINERS ISLAND BOULEVARD

SUITE 550

(Street)

SAN MATEO

94404

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Ericson William W.

(Last)

(First)

(Middle)

777 MARINERS ISLAND BOULEVARD

SUITE 550

(Street)

SAN MATEO

94404

(City)

(State)

(Zip)

Explanation of Responses:

1. The Series A Convertible Preferred Stock, Series B Convertible Preferred Stock and Series C Convertible Preferred Stock automatically converted into Common Stock on a 1-for-1 basis immediately upon the closing of the Issuer's initial public offering and have no expiration date.

2. These shares are held directly by MDV IX, L.P. ("MDV IX"). Ninth MDV Partners, L.L.C. ("Ninth MDV") is the general partner of MDV IX. Jonathan Feiber and William Ericson are the managing members of Ninth MDV and either are deemed to have sole voting and dispositive power with respect to the shares held by MDV IX. Each disclaims beneficial ownership of these securities except to the extent of his or its respective pecuniary interest therein.

3. These shares are held directly by MDV ENF IX, L.P. ("ENF IX"). Ninth MDV is the general partner of ENF IX. Jonathan Feiber and William Ericson are the managing members of Ninth MDV and either are deemed to have sole voting and dispositive power with respect to the shares held by ENF IX. Each disclaims beneficial ownership of these securities except to the extent of his or its respective pecuniary interest therein.

4. These shares are held directly by MDV IX, L.P., as nominee for MDV IX, L.P. and MDV ENF IX, L.P. ("IX Funds"). Ninth MDV is the general partner of IX Funds. Jonathan Feiber and William Ericson are the managing members of Ninth MDV and either are deemed to have sole voting and dispositive power with respect to the shares held by IX Funds. Each disclaims beneficial ownership of these securities except to the extent of his or its respective pecuniary interest therein.

Remarks:

	/s/ Ninth MDV Partners, L.L.C., By: Brett Teele, Authorized Signatory	06/26/2019
	/s/ MDV IX, L.P., By: Ninth MDV Partners, L.L.C., its General Partner, By: Brett Teele, Authorized Signatory	06/26/2019
	/s/ MDV ENF IX, L.P., By: Ninth MDV Partners, L.L.C., its General Partner, By: Brett Teele, Authorized Signatory	06/26/2019
	/s/ Jonathan Feiber	06/26/2019
	/s/ William Ericson	06/26/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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